A group of armed robbers fleeing the police head for the New Jersey Tunnel and run right into trucks transporting toxic waste. The spectacular explosion that follows results in both ends of the tunnel collapsing and the handful of people who survived the explosion are now in peril. Kit Latura is the only man with the skill and knowledge to lead the band of survivors out of the tunnel before the structure collapses.
Melanie Ballard (Natasha Henstridge) is a hard nosed police chief in the year 2025. She and a police snatch squad are sent to Mars to apprehend a dangerous criminal James Williams (Ice Cube). Mars has been occupied by humans for some time and they have set up mining facilities. The mining activities on Mars have unleashed the spirits of alien beings who gradually possess the bodies of the workers. It soon turns out that catching the dangerous fugitive takes a back seat as the alien spirits begin to rid their planet of the 'invaders'.